Ocean Renewable Power Company Website Terms of Use

LAST UPDATED: May 2022

1. Introduction

Welcome to the ORPC website located at https://www.orpc.co/ (“Website”) and operated by Ocean Renewable Power Company, Inc. (“we”, “us”, “our” or “ORPC”). The use of the Website by users (“you”, “your” or “users”) is subject to the terms and conditions contained in these Terms of Use (“Terms”).

Please read these Terms carefully before you begin using the Website. These Terms are legally binding and your use of the Website serves as your acceptance of the Terms. If you do not agree with any of the Terms, you are not permitted to use the Website.

We may amend the Terms by posting the amended versions on our Website. You agree that such posting will constitute sufficient and effective notice. By continuing to use the Website after we post an amended version, you confirm your acceptance of the Terms as amended. If you do not agree with any of the changes, you must immediately stop using the Website, and your right to access and use the Website will immediately terminate.

2. Website Access and Availability

The Website is provided at our sole discretion, subject to your full compliance with these Terms, and is intended solely for your own personal, non-commercial use. We reserve the right to withdraw or amend our Website, and any functionality, service, or material we provide on the Website, in our sole discretion, without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period.

3. Ownership

All rights, title, and interest in the Website and all text, displays, images, graphics, trademarks, logos, designs, names, representations, likenesses, audio, video, information, data, content, and other material displayed on, or downloadable from, the Website (collectively, “Protected Material”) are and will remain the property of ORPC or its licensors. Except for the limited right to access and use the Website granted below, neither these Terms nor your use of the Website convey or grant to you any rights in or related to the Protected Material.

4. Limited Right to Access and Use the Website

Subject to your acceptance of and continued compliance with the Terms, we grant you a limited, non-transferable, non-exclusive right to access and use the Website for your own personal, non-commercial use. You may not copy, display, seek to disable, distribute, perform, publish, modify, transfer, create works from, or use the Website or any component of it, except as expressly authorized by us. Except as otherwise required by applicable law, any use, reproduction, distribution, modification, retransmission or publication of any Protected Material is strictly prohibited without the express written consent of the owner of the Protected Material. All rights not expressly granted herein are reserved by ORPC.

5. Acceptable Use

Our goal is to create a respectful, positive, and safe environment for our Website users. In order to promote this goal, we prohibit certain kinds of conduct with respect to the Website. We reserve the right to determine whether a user’s conduct violates these Terms, and to take action as we deem appropriate, which may include suspending access to the Website.

Without limiting the foregoing, you agree that you will: not use the Website in any way that violates these Terms or any applicable federal, state, local or international law or regulation; not use or attempt to use or impact or attempt to impact the Website in any manner that could damage, disable, overburden, interfere with the proper working of, or impair the Website (or any websites or systems connected to or supporting the Website) or interfere with any other person’s use or enjoyment of the Website; not use any automated or manual process, device, or technique to monitor or copy any Protected Material; not use the Website to transmit or otherwise facilitate any false, inaccurate, misleading, libelous, defamatory, obscene, threatening, invasive, junk, spamming, abusive, illegal, or otherwise objectionable communications; not use the Website to engage in any impersonation of any person; not use the Website in any manner that violates, infringes, or misappropriates any party’s intellectual property, privacy, publicity, or other legal rights; and not otherwise use the Website to disseminate any content or communications, or engage in any actions, that subject or potentially subject us or any other person to any harm.

6. Links from the Website

The Website may contain links to other sites and resources provided by third parties. We provide these links for your convenience only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked from this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

7. Linking to the Website

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our prior written consent. Subject to the foregoing, you will not (i) establish a link from any website that is not owned by you, (ii) cause the Website or portions of it to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other site, (iii) link to any part of the Website other than the homepage, or (iv) otherwise take any action with respect to the materials on the Website that is inconsistent with any other provision of these Terms. You agree to cooperate with us in causing any unauthorized framing or linking to cease immediately. We reserve the right to withdraw linking permission in our sole discretion, without notice.

8. User-Generated Content

To the extent that any content generated through your use of the Website (“User-Generated Content” or “UGC”) gives rise to any copyright or other property right, you hereby grant ORPC an exclusive, perpetual, irrevocable, fully transferable and sub-licensable, worldwide right and license to use your UGC in any way and for any purpose in connection with the Website and related goods and services, and to distribute your UGC without any further notice or compensation to you of any kind for the whole duration of protection granted to such intellectual property rights by applicable laws and international conventions. You hereby waive any moral rights of paternity, publication, reputation, or attribution with respect to our and other users’ use and enjoyment of your UGC in connection with the Website and related goods and services under applicable law. The foregoing license grant to ORPC, and the above waiver of any applicable moral rights, survives any termination of these Terms.

9. Geographic Restrictions

ORPC is headquartered in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

10. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

YOU ACKNOWLEDGE AND UNDERSTAND THAT WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT THE WEBSITE WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND CHECKPOINTS TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR ANTI-VIRUS PROTECTION AND ACCURACY OF DATA INPUT AND OUTPUT, AND FOR MAINTAINING A MEANS EXTERNAL TO OUR WEBSITE FOR ANY RECONSTRUCTION OF ANY LOST DATA. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY PRODUCTS OR SERVICES OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS FOR YOUR USE, WITH NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE WEBSITE AT THE TIMES OR LOCATIONS OF YOUR CHOOSING, THAT THE WEBSITE WILL BE OF A CERTAIN QUALITY OR SUITABILITY, OR WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED; OR THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

ORPC WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER SIMILAR DAMAGES ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS OR THE WEBSITE, WHETHER BASED ON CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE REMEDY (AND OUR EXCLUSIVE LIABILITY) FOR ANY DISPUTE WITH US IS TO STOP USING THE WEBSITE.

TO THE EXTENT THAT WE MAY NOT, AS A MATTER OF APPLICABLE LAW, DISCLAIM ANY WARRANTY OR LIMIT ITS LIABILITY AS SET FORTH HEREIN, THE SCOPE OF SUCH WARRANTY AND THE EXTENT OF OUR LIABILITY WILL BE THE MINIMUM REQUIRED UNDER SUCH APPLICABLE LAW.

11. Indemnification

You agree to indemnify, defend, save, and hold ORPC, its affiliated companies, owners, shareholders, members, officers, directors, contractors, employees, agents and licensors (each, a “ORPC Entity”) harmless from and against any and all claims, losses, damages, and liabilities, including legal fees and expenses, arising out of or relating to: (i) your use of the Website; (ii) your breach of these Terms; or (iii) your UGC. You are solely responsible for defending any claim against a ORPC Entity, subject to such ORPC Entity’s right to participate with counsel of its own choosing, at its own expense, and for payment of all judgments, settlements, damages, losses, liabilities, costs, and expenses, including reasonable attorneys’ fees, resulting from all claims against a ORPC Entity, provided that you will not agree to any settlement that imposes any obligation or liability on a ORPC Entity without its prior express written consent. If we assume the defense of any claim, you agree to cooperate with our defense of such claims.

12. Term and Termination

We reserve the right to condition a user’s right to access and use the Website on that user’s compliance with these Terms. We also reserve the right to terminate a user’s right to access and use the Website, at any time, at our sole discretion. You may terminate these Terms by discontinuing your use of the Website. Notwithstanding such a termination, Sections 3, 8, 10, 11, and 14-21 of the Terms will remain in force, and you will continue to be liable for all your activities during the time you used the Website.

13. Privacy

Access to and use of the Website is subject to our Privacy Notice. By using the Website, you confirm that you do not object to the practices described in our Privacy Notice.

14. Severability

You and ORPC agree that if any portion of these Terms is found unlawful or unenforceable, in whole or in part, that provision will be ineffective only to the extent of such finding and as to such jurisdiction, without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of these Terms, which will be enforced to the fullest extent of applicable law.

15. Choice of Law; Venue

You and ORPC agree that these Terms and any dispute of any nature that might arise between you and ORPC will be governed by and construed in accordance with the laws of the State of Maine, without giving effect to its conflict or choice of laws principles, and that any action relating to any such dispute will be filed, and venue properly lie, only in the state or federal courts located in Cumberland County in the State of Maine, and you and ORPC expressly consent and submit to the exclusive and personal jurisdiction of such courts for the purposes of litigating such action.

16. Assignment

We may assign our rights and obligations under these Terms, in whole or in part, to any person or entity at any time with or without your approval. You may not assign any of the rights or obligations you have under these Terms without our prior written approval. Any such assignment without our prior written approval is ineffective and in violation of these Terms.

17. Entire Agreement

These Terms, including any additional policies referenced in the Terms, are the entire agreement between you and ORPC. They supersede all prior and/or contemporaneous understandings, regardless of the medium (oral, written, or electronic) and practice (custom, policy, course of business, precedent) by which such understandings were communicated.

18. No Waiver

Our failure to enforce any right or provision in these Terms will not constitute a waiver or relinquishment of such right or provision unless acknowledged and agreed to by us in writing.

19. Notices to ORPC

All notices given by you or required from you under these Terms must be in writing and addressed to us at the address set forth in the Contact Information section, below. Any notices that you provide without compliance with this subsection will have no legal effect.

20. Contact Information

If you have questions, complaints, or claims with respect to the Terms, please direct such communications to ORPC as follows:

Email: [email protected]

Mail: ORPC, Inc.

254 Commercial St., Suite 119B

Portland, Maine, U.S. 04101

Phone: (207) 772-2207